(Address and telephone number of registrants principal executive offices)

Joseph L. Pittera, Esq.

Law Offices of Joseph L. Pittera, Esq.

1308 Sartori Avenue, Suite 109

Torrance, California 90501

Telephone: (310) 328-3588

Email: jpitteralaw@gmail.com

(Name, address and telephone number of agent for service)

Approximate date of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: [X]

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act Registration Statement number of the earlier effective Registration Statement for the same offering. [ ]

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act Registration Statement number of the earlier effective Registration Statement for the same offering. [ ]

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act Registration Statement number of the earlier effective Registration Statement for the same offering. [ ]

Indicate by a check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of large accelerated filer, accelerated filer, and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one);

Large accelerated filer [ ]

Accelerated filer [ ]

Non-accelerated filer [ ]

Smaller reporting company [X]

CALCULATION OF REGISTRATION FEE

Proposed

Amount to

Proposed

Maximum

Title of Each Class

be

Maximum

Aggregate

Amount of

of Securities to be

Registered

Offering Price

Offering Price

Registration

Registered

(1)

per Share ($)

($)(2)

Fee($)

Shares of Common

Stock, par value

4,000,000

$.01

$40,000

$4.09

$0.001

1

4,000,000 shares are being offered by a direct offering at the price of $.01 per share.

2

Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(o) of the Securities Act, based upon the fixed price of the direct offering.

The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

Prospectus

PC Mobile Media Corp.

4,000,000 Shares of Common Stock

$0.01per share

$40,000 Maximum Offering

PC Mobile Media Corp. (PC Mobile Media  or the "Company") is offering a fixed amount of 4,000,000 shares of its common stock on an all-or-none basis at a fixed price of $0.01 per share. The price of $0.01 per share is a fixed for the duration of this offering. There is no minimum investment required from any individual investor. The shares are intended to be sold directly through the efforts of Paul Conforte, our sole officer and director after the effective date of the prospectus. For more information, see the section titled "Plan of Distribution" herein.

The proceeds from the sale of the shares in the offering will be payable to Law Offices f Joseph L. Pittera, Esq., Client Trust Account f/b/o PC Mobile Media Corp. All subscription funds will be held in a separate (limited to funds received on behalf of PC Mobile Media Corp.) non-interest bearing Trust Account pending the placement of the fixed amount of 4,000,000 shares of common stock. If the fixed amount of 4,000,000 shares of common stock is not achieved within 180 days of the date of this prospectus, all subscription funds will be returned to investors promptly without interest (since the funds are being held in a non-interest bearing account) or deduction of fees. See the section entitled "Plan of Distribution herein. Neither the Company nor any subscriber shall be entitled to interest no matter how long subscriber funds might be held. The offering will terminate when the sale of all 4,000,000 shares is completed.

Prior to this offering, there has been no public market for PC Mobile Media Corp.s common stock. We are a development stage company which currently has limited operations and has not generated any revenue. Therefore, any investment involves a high degree of risk.

We plan to contact a market maker immediately following the effectiveness of this Registration Statement and apply to have the shares quoted on the OTC Electronic Bulletin Board (OTCBB). We cannot guarantee that our application will be accepted or approved and our stock quoted on the OTC Bulletin Board.

The Company is a Shell Company as defined by as defined in Rule 405. As such, no shares will be eligible to be sold or transferred under Rule 144 until in excess of one year from the filing of the equivalent of Form 10 information by the Company with the SEC.

The Company is an emerging growth company under the Jumpstart Our Business Startups Act.

THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. YOU SHOULD PURCHASE ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR INVESTMENT. SEE THE SECTION ENTITLED RISK FACTORS HEREIN ON PAGE 10.

Number of Shares

Offering Price

Underwriting Discounts & Commissions

Proceeds to the Company

Per Share

1

$0.01

$0.00

$0.01

Maximum

4,000,000

$40,000

$0.00

$40,000

This Prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted. The price of $0.01 per share is a fixed for the duration of this offering.

NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED THESE SECURITIES, OR PASSED UPON THE ADEQUACY OR ACCURACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

THE INFORMATION IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. PC MOBILE MEDIA CORP. MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED.

PC Mobile Media Corp. does not plan to use this offering prospectus before the effective date.

PC Mobile Media Corp. is offering an all-or-none, self-underwritten basis, a fixed amount of 4,000,000 shares of its common stock.

Offering Price per Share:

$.01

Offering Period:

The shares are being offered for a period not to exceed 180 days. There is no minimum investment required to be purchased from any individual investor. This is an all-or-none offering; if the fixed amount is not achieved within 180 days of the date of this prospectus, all subscription funds from the escrow account will be returned to investors promptly without interest (since the funds are being held in a non-interest bearing account) or deduction of fees. The offering will terminate when the sale of all 4,000,000 shares is completed.

3

Escrow Account:

The subscription proceeds from the sale of the shares in this offering will be payable to Law Offices of Joseph L. Pittera, Esq., Client Trust Account f/b/o PC Mobile Media Corp. and will be deposited in a separate (limited to funds received on behalf of PC Mobile Media Corp.) non-interest bearing law office trust bank account until the all-or-none fixed amount of the Offering proceeds are raised. No interest will be available for payment to either the Company or the investors (since the funds are being held in a non-interest bearing account). All subscription funds will be held in trust pending the achievement all-or-none fixed amount of the offering and no funds shall be released to PC Mobile Media Corp. until such a time as the all-or-none fixed amount of proceeds are raised (see the section titled "Plan of Distribution" herein). Release of the funds to the Company is based upon our escrow agent, Law Offices of Joseph L. Pittera Esq., reviewing the records of the depository institution holding the escrow to verify that that the checks have cleared prior to releasing the funds to the Company. Written notice will be mailed to each investor that the all-or-none fixed amount of proceeds has been received and the offering proceeds have been distributed to the Company. All subscription agreements and checks should be delivered to Law Offices of Joseph L. Pittera, Esq. Failure to do so will result in checks being returned to the investor who submitted the check. PC Mobile Medias escrow agent, Law Offices of Joseph L. Pittera, Esq., acts as legal counsel for PC Mobile Media Corp. and is therefore not an independent third party.

The offering will terminate when the sale of all 4,000,000 shares is completed.

The Escrow Agent (and any successor escrow agent) at any time may be discharged from its duties and obligations hereunder by the delivery to it of a notice of termination signed by the Company, or at any time the Escrow Agent may resign by giving written notice to such effect to the Issuer. Upon any such termination or resignation, the Escrow Agent shall deliver the Escrowed Amounts or the Fund to any successor escrow agent jointly designated by the parties thereto in writing, or to any court of competent jurisdiction if no such successor escrow agent is agreed upon, whereupon the Escrow Agent shall be discharged of and from any and all further obligations arising in connection with this Escrow Agreement. The termination of services or resignation of the Escrow Agent shall take effect on the earlier of (i) the appointment of a successor (including a court of competent jurisdiction) or (ii) the day that is 30 days after the date of delivery: (A) to the Escrow Agent of the parties notice of termination or (B) to the parties thereto of the Escrow Agents written notice of resignation. If at that time the Escrow Agent has not received a designation of successor escrow agent, the Escrow Agents sole responsibility after that time shall be to keep the Escrowed Amounts or the Fund safe until receipt of a designation of a successor escrow agent or a joint written disposition instruction by the parties thereto or an enforceable order of a court of competent jurisdiction. The resigning Escrow Agent shall be entitled to be reimbursed by the Issuer for any expenses incurred in connection with its resignation, transfer of the Fund to a successor escrow agent or distribution of the Fund.

Net Proceeds to Company:

$40,000

Use of Proceeds:

The Company planned the Use of Proceeds after deducting estimated offering expenses estimated to be $7,400. The Company intends to use the net offering proceeds of $32,600 to initiate our planned business operations.

4

Number of Shares Outstanding

Before the Offering:

8,000,000 common shares

Number of Shares Outstanding

After the Offering:

12,000,000 common shares

The offering price of the common stock bears no relationship to any objective criterion of value and has been arbitrarily determined. The price does not bear any relationship to PC Mobile Media Corp. assets, book value, historical earnings, or net worth.

PC Mobile Media Corp. will apply the proceeds from the offering to pay for accounting fees, legal and professional fees, marketing, business development, website design fees, and other administrative related costs.

The Company has not presently secured an independent stock transfer agent. PC Mobile Media Corp. has identified several agents to retain that will facilitate the processing of the certificates upon closing of the offering. The Company will deliver stock certificates attributable to shares of common stock purchased directly to the purchasers within ninety (90) days of the close of the offering, or as soon thereafter as practicable.

The purchase of the common stock in this offering involves a high degree of risk. The common stock offered in this prospectus is for investment purposes only and currently no market for PC Mobile Media Corp. common stock exists. Please refer to the sections herein titled Risk Factors and Dilution before making an investment in this stock.

None of the proceeds allocated are intended to pay the CEO or Directors of the Company.

The foregoing represents our best estimate of the allocation of the proceeds of this offering based on planned use of funds for our operations and current objectives. Any line item amounts not expended completely shall be held in reserve as working capital and subject to reallocation to other line item expenditures as required for ongoing operations.

We currently consider the foregoing project our priority and intend to use the proceeds from this offering for such projects.

Dilution represents the difference between the offering price of the shares of common stock and the net book value per share of common stock immediately after completion of the offering. Net Book Value is the amount that results from subtracting total liabilities from total assets. In this offering, the level of dilution is increased as a result of the relatively low book value of PC Mobile Media Corp. issued and outstanding stock. This is due in part because of the common stock issued to the PC Mobile Media Corp. officer, director, and employee totaling 8,000,000 shares at par value $0.001 per share versus the current offering price of $0.01 per share. PC Mobile Media Corp. net book value as of December 31, 2015 was $(693). Assuming all 4,000,000 shares offered are sold, and in effect PC Mobile Media Corp. receives fixed amount of estimated proceeds of this offering from shareholders, PC Mobile Media Corp. net book value will be approximately $0.0027 per share. Therefore, any investor will incur an immediate and substantial dilution of approximately $0.0073 per share while the PC Mobile Media Corp. present stockholder will receive an increase of $0.0076 per share in the net tangible book value of the shares that he holds. This will result in a 73% dilution for purchasers of stock in this offering.

12

This table represents a comparison of the prices paid by purchasers of the common stock in this offering and the individual who purchased and received shares in PC Mobile Media Corp. previously:

Maximum

Offering

Book Value Per Share Before the Offering

$

0.0001

Book Value Per Share After the Offering (1)

$

0.0027

Net Increase to Original Shareholders

$

0.0027

Decrease in Investment to New Shareholders

$

0.0073

Dilution to New Shareholders (%)

73

Note:

(1)

Calculations based on after deducting Offering Expenses estimated in aggregate, at $7,400.

Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities

Level 2

Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3

Inputs that are both significant to the fair value measurement and unobservable.

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of September 30, 2015. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments.

The net federal operating loss carry forward will expire in 2035. This carry forward may be limited upon the consummation of a business combination under IRC Section 381.

NOTE 6 - RELATED PARTY TRANSACTIONS

In support of the Companys efforts and cash requirements, it has relied on advances from its sole shareholder until such time that the Company can support its operations through merger or acquisition, or attains adequate financing through sales of its equity or traditional debt financing. The sole shareholder has pledged his support to fund continuing operations; however, there is no written commitment to this effect. The Company is dependent upon this continued support. Amounts shown represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note; they are non-interest bearing and payable on demand. At September 30, 2015, the shareholder has paid expenses on behalf of the Company in the amount of $725 which is represented in the shares issued for cash.

The Company has limited need for office facilities and does not own or lease property or lease office space. The office space used by the Company was arranged by the sole shareholder of the Company to use at no charge.

The Company does not have employment contracts with its key employees, including the sole shareholder who is the sole officer of the Company.

The amounts and terms of the above transactions may not necessarily be indicative of the amounts and terms that would have been incurred had comparable transactions been entered into with independent third parties.

The accompanying notes are an integral part of these financial statements.

F-10

PC MOBILE MEDIA CORP.

CONDENSED STATEMENTS OF OPERATIONS

3-months

ended

December 31, 2015

August 22, 2015

(Inception)

through

September 30, 2015

(Unaudited)

(Audited)

REVENUE

Revenues

$

-

$

-

Total Revenues

$

-

$

-

EXPENSES

General & Administrative

618

725

Professional Fees

5,100

2,250

Total Expenses

5,718

2,975

LOSS FROM OPERATIONS

(5,718)

(2,975)

Provision for Income Taxes

-

-

NET LOSS

$

(5,718)

$

(2,975)

BASIC AND DILUTED LOSS PER COMMON SHARE

$

(0.00)

$

(0.00)

WEIGHTED AVERAGE NUMBER OF COMMON

SHARES OUTSTANDING

8,000,000

8,000,000

The accompanying notes are an integral part of these financial statements.

F-11

PC MOBILE MEDIA CORP.

CONDENSED STATEMENTS OF CASH FLOW

3-months

ended

December 31, 2015

August 22, 2015

(Inception)

through

September 30, 2015

(Unaudited)

(Audited)

OPERATING ACTIVITIES

Net Income

$

(5,718)

$

(2,975)

Adjustments to reconcile Net Income

to net cash provided by operations:

Increase (decrease)in AP & Accrued Expenses

600

-

Shares-based Compensation

-

2,250

Net cash used by Operating Activities

$

(5,118)

$

(725)

FINANCING ACTIVITIES

Issuance of Common Stock

-

5,750

Related Party Loans

2,518

-

Net cash provided (used) by Financing Activities

$

2,518

$

5,750

Net increase (decrease) in Cash for period

(2,600)

5,025

Cash at beginning of period

5,025

-

Cash at end of period

$

2,425

$

5,025

Supplemental Cash Flow Information and noncash Financing Activities:

Cash paid for interest

$

-

$

-

Cash paid for taxes

$

-

$

-

The accompanying notes are an integral part of these financial statements.

F-12

PC MOBILE MEDIA CORP.

NOTES TO THE UNAUDITED CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 2015

NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION

PC Mobile Media Corp. (PC Mobile Media Corp. or the Company) was incorporated in the State of Nevada on August 22, 2015. The primary business of the company is to offer mobile billboard display advertising. Our mobile displays deliver a visual presentation that leaves the audience with an indelible impression.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Companys September 30, 2015 audited financial statements. The results of operations for the period ended December 31, 2015 are not necessarily indicative of the operating results for a full year.

NOTE 2 - GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. For the period from inception on August 22, 2015 through December 31, 2015, the Company had no operations. As of December 31, 2015, the Company had not emerged from the development stage. In view of these matters, the Companys ability to continue as a going concern is dependent upon the Companys ability to begin operations and to achieve a level of profitability. The Company intends on financing its future development activities and its working capital needs largely from the sale of public equity securities with some additional funding from other traditional financing sources, including term notes until such time that funds provided by operations are sufficient to fund working capital requirements. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The financial statements present the balance sheets, statements of operations, changes in stockholders equity/deficit, and cash flows of the Company. These financial statements are presented in United States dollars and have been prepared in accordance with accounting principles generally accepted in the United States.

Advertising

Advertising costs are expensed as incurred. As of December 31, 2015 and September 30, 2015, no advertising costs have been incurred.

Property

The Company does not own or rent any property. The office space is provided by the CEO at no charge.

Use of Estimates and Assumptions

Preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

Cash and Cash Equivalents

For the purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalent. At December 31, 2015 and September 30, 2015, the Company had $2,425 and $5,025 in cash, respectively.

F-13

Revenue and Cost Recognition

The Company has no current source of revenue; therefore, the Company has not yet adopted any policy regarding the recognition of revenue or cost.

Net Loss per Share

Basic loss per share includes no dilution and is computed by dividing loss available to common stockholders by the weighted average number of common shares outstanding for the period. Dilutive loss per share reflects the potential dilution of securities that could share in the losses of the Company. Because the Company does not have any potentially dilutive securities, the accompanying presentation is only of basic loss per share.

Recent Accounting Pronouncements

The company has evaluated all the recent accounting pronouncements and believes that none of them will have a material effect on the companys financial statement.

NOTE 4 - CAPITAL STOCK

The Company is authorized to issue an aggregate of 75,000,000 common shares with a par value of $0.001 per share. No preferred shares have been authorized or issued. At both December 31, 2015 and September 30, 2015, 8,000,000 common shares are issued and outstanding.

On September 22, 2015, the Company issued 5,750,000 Founders shares at $0.001 per share (par value) for total cash of $5,750.

On September 22, 2015, the Company issued 2,250,000 shares for services provided since inception. These shares were issued at $0.001 per share (par value) for services valued at $2,250.

At December 31, 2015, there are no warrants or options outstanding to acquire any additional shares of common stock of the Company.

NOTE 5 - RELATED PARTY TRANSACTIONS

At December 31, 2015 and September 30, 2015, the President has loaned the Company $2,518 and $0, respectively. The loans are payable on demand and carry no interest.

NOTE 6 - SUBSEQUENT EVENTS

Management has evaluated subsequent events through March 7, 2016, the date the financial statements were available to be issued. Management is not aware of any significant events that occurred subsequent to the balance sheet date that would have a material effect on the financial statements thereby requiring adjustment or disclosure.

* For period from August 22, 2015 (date of inception) through current Mr. Paul Conforte is the President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer, Principal Accounting Officer and sole Director of the Company.

The term of office of each director of the Company ends at the next annual meeting of the Company's stockholders or when such director's successor is elected and qualifies. No date for the next annual meeting of stockholders is specified in the Company's bylaws or has been fixed by the Board of Directors. The term of office of each officer of the Company ends at the next annual meeting of the Company's Board of Directors, expected to take place immediately after the next annual meeting of stockholders, or when such officer's successor is elected and qualifies.

28

Directors are entitled to reimbursement for expenses in attending meetings but receive no other compensation for services as directors. Directors who are employees may receive compensation for services other than as director. No compensation has been paid to directors for services.

Mr. Conforte devotes approximately 15 hours per week to the Company.

BACKGROUND INFORMATION ABOUT OUR OFFICER AND DIRECTOR

The following information sets forth the backgrounds and business experience of the directors and executive officers.

Paul Conforte - President, Secretary, Treasurer and Director - From 2010 - Present, Real Estate Agent, Xpand Realty, Las Vegas, Nevada. Responsibilities include listing and selling of homes, coordinating appointments to show properties to prospective buyers, confer with title companies, lenders, and home inspectors to ensure that the terms and conditions of purchase agreements are met before closing. From 2005 - 2010 Realtor, Century 21 JR Realty, Henderson, Nevada. Responsibilities include listing and selling of homes, coordinating appointments to show properties to prospective buyers, confer with title companies, lenders, and home inspectors to ensure that the terms and conditions of purchase agreements are met before closing. From 1996 - 2005, Sales Associate, Ace Industrial Supply, Burbank, California. Sales Associate responsible for developing and maintaining customer accounts with our in-house sales force as well as prospecting and networking in the field. Mr. Conforte has a Bachelor Degree in Business Management from University of Nevada Las Vegas 2004 and a Associates of Arts and Business Degree from Tri-C University, Cleveland, Ohio 1999.

Mr. Confortes experience in sales and marketing we believe is an invaluable asset for leading PC Mobile Media Corp..

Mr. Conforte has not held any other directorships in the past five years.

Mr. Conforte has not been involved in any legal proceedings in the past ten years.

The Company does not pay Mr. Conforte a salary and has no plans to pay him a salary. In the event the Company starts to generated revenues then the Board of Directors may decide to pay him an appropriate salary based on the revenue.

2. As used in this table, beneficial ownership means the sole or shared power to vote, or to direct the voting of, a security, or the sole or share investment power with respect to a security (i.e., the power to dispose of, or to direct the disposition of a security).

3. Assumes the sale of the fixed amount of this offering (4,000,000 shares of common stock) by PC Mobile Media Corp. The aggregate amount of shares to be issued and outstanding after the offering is 12,000,000.

Site Links

Based on public records. Inadvertent errors are possible. Getfilings.com does not guarantee the accuracy or timeliness of any information on this site. Use at your own risk.
This website is not associated with the SEC.